The Gwen Stacy Syndrome
by seriousish
Summary: Mary Jane and Felicia get tired of playing second fiddle to a virgin with no driver's license. PeterxMJxFelicia
1. Chapter 1

_A/N: Betaed by Spring, Nomani, and Sonia._

"I need your help." Four little words. The only reason they nearly stopped Peter's heart was that they came from Mary Jane Watson, the woman he'd almost married.

He was about to go on patrol with the Human Torch when he got the text. A cold sweat gripping him, he sent a text to Johnny telling him to go without him (he was pretty sure the patrol was just an excuse for Torch to drag him along to a new nightclub anyway). Then he remembered to text MJ back.

_Where RU?_

_On my way._

Peter threw his clothes back on over his costume and instinctively looked to see if he had any web-cartridges to hide before remembering, oh yeah, he didn't have to hide things from MJ.

She came through his door like a hurricane. It'd been days, weeks, since they'd seen each other last—MJ wanting him to drive her home from her play after she threw up between acts. She'd recovered, and as always, she took his breath away. Living with her, he'd somehow managed to stop wondering what a girl like that could ever see in a guy like him, but with their relationship at on-again, off-again, _again,_ it took him back every time he saw how gorgeous she was.

Took him back to college, in fact, remembering the tight mini dresses, the make-up that didn't even try to look natural. She'd been a predator back then. Now, she saved that for the clubs and the afterparties, and tended to dress—elegant.

He'd always thought the people who thought of her as trashy or gauche were crazy, but she'd grown into a kind of glamour, grown better with maturity like a fine wine. The beach waves hairstyle, the London Fog coat over a purple dress that a pin-up might've worn, even the go-go boots (Peter was sure they weren't called that). He didn't know what half of them _were _exactly, but like a master painter's art, all the different techniques and elements came together to form a masterpiece.

Now, if only he could _say that _without feeling like a complete idiot.

Entrance made, Mary Jane slipped off her vintage Ray-bans to look around his place. Most of it was Ock's stuff, boxed up and ready for a one-way trip to Goodwill. Peter would never judge another nerd's fandoms, but—so much My Little Pony merch. _So much._

He was keeping the 4K TV, though. He'd take it in lieu of Otto paying rent for his body.

"Nice telly," Mary Jane said, taking off her coat. Her dress was—yes. Good dress. "Gave away your superstrength when you had to haul that thing up the stairs?"

"One advantage of having a foreign exchange program with Doc Ock's brain—he has good taste in electronics. So what's up? Stalker? Creep boyfriend? Something else that can be solved with copious application of webbing?"

Mary Jane sprawled on his couch, which Peter had gone to great trouble to get back from the junkyard after Ock had tossed it out. "Beating up your ex's current? Isn't that the kind of thing that could give away your spider-secret?"

"I'd send Daredevil or someone in my place. Keep it on the down low."

"Oh, you're delegating jerk boyfriend duties. Smart."

He caught her sarcasm. "Not boyfriend problems then."

"Just the one." She gave him a look. "Guess again? It's really interesting how you view my life."

"Uh, I said stalker already, right? Another stalker?"

"Peter, I've only had four."

He sat down beside her, protectively inclined against the armrest on her far side. "'Only'."

"Yes, only. Count yourself lucky I've never been on one of Joss Whedon's shows. Alyson Hannigan has about three hundred. They have a tumblr they all go to. 'Fuck Yeah Stalking Willow.'"

"Jealousy, Watson? Of a _sitcom actress?_"

MJ harrumphed. She'd been in Lobsterman. "Actually, I've been muling drugs for a cartel and it's gotten me in a _bit _of trouble."

He pointed a finger at her, half-grinning. _God, _it was so easy not being _serious _with her. "Now you're joking."

"Oh, you don't think I could be a drug mule? I'm hurt."

"No, you could do it, but you're a smart lady. You wouldn't get in over your head."

"Aww." She patted his arm. "So sweet. No, I do not need the footie pajamas on this one."

"It's a uniform," Peter protested, sputtering a little. "_Captain America _has called it a uniform."

"Mmmhmm, this is seeming like a dumb question, but you're still a huge nerd, right?"

Peter scratched his cheek thoughtfully. "Well, I don't play Minecraft, watch My Little Pony, or own a Playstation 4, so now I'm only a medium nerd."

"You have an X-Box One."

"Ock got it. He's evil, so…"

MJ regarded the TV. "X-Box, power on, go to Call of Heroes: Soulfire, load gamer profile Notplan87, and continue from last save point."

"Whoa," Peter said, watching the console shoot through her commands. "It did exactly what you told it to."

"Yeah, it's almost like having a boyfriend again." She smiled at him. "Yes, I'm single. Hard to believe, right?"

"Very."

Mary Jane got up to go to the console and—Peter was a gentleman—but he was at least _aware _that she bent down to get the controller rather than crouching. "Hate to be a stereotype, Petey, but while I can do five Ophelia monologues from memory, I just cannot kill the _fucking _Dark Lord of Dorkonshire."

"With the flame attacks?"

Straightening up, she tossed him the controller. "Yeah. The computer is a dirty, filthy cheater, and I want you to teach it a lesson for me. You've beaten Ultron, so this should be easy." MJ faced the console. "You hear that, you little AI bitch? This motherfucker here eats Sentinels for breakfast. He's gonna kick your ass and get an Achievement for doing it."

"And this is—" Peter hit pause as MJ's game finished loading. "This is what you needed help with?"

"Well, yeah. I could also use help getting my life together and not being a travesty in general, but I think this'll do me for the afternoon."

"Okaaay." Peter unpaused the game, then went to the inventory screen to check what was equipped and MJ's (or, Princess Bonafina, as she'd dubbed herself) stats. "Did you equip the Sword of Unus?"

"_Yes, _I'm not an idiot."

"Alright. Auto-aiming off?"

"Not a noob either."

"Wow, you put a lot of points into Charisma."

MJ crossed her arms proudly. "Yeah, and I got the Shah of Kamal to kill the Warlord Tyran for me instead of having to fight both of them."

"You know, if you go stealth route…"

"We're not going stealth route like a band of bastard pussies. We're killing the Dark Lord of Dorkonshire in a fair fight."

"Fair except for handing the controller to a guy with the proportionate speed and reflexes of a spider?"

Mary Jane grabbed his face in both hands and forced him to look her in the eyes. "_There's an unskippable cutscene before the boss fight. I owe this game nothing."_

God, she's beautiful, Peter thought, then frantically hoped he hadn't said that aloud. He coughed. "Okay, cool. Yes. Cool. Let's, uhh—let's go on a quick side-quest. This mission is a lot easier if you have some magic arrows in your quiver."

Mary Jane cuddled up to him—that instinctual seeking of togetherness that had used to drive him crazy. She did it at coffee shops and burger joints, stealing fries from people she'd just met, like that much skin pressing together could ever be platonic. But it was something he loved about her. She really was fearless.

"Put some magic arrows in my quiver, tiger," she pleaded, giving him the puppy dog eyes.

_Do not get an erection, _Peter told himself firmly.

He concentrated on the game. MJ had put together a good character: well-balanced, with a nice set of combos, and he had to say, remarkable fashion sense for a bunch of polygons. His own +5 Helm of Slaying always seemed to clash with his Poison-Resistant Gauntlets. He tried out a few of her finishing moves on some of the lowly Russian mercs, disemboweling them with gusto.

"How'd you do that?" MJ asked.

"It's just A-B-A-B-X-Y."

"No, I mean, how could you do that? What if that guy had a family? They won't even be able to have an open-casket funeral now."

"That? That's nothing. Watch this: B-X-X-Y-Y…"

Mary Jane covered her eyes with her hands. "Oh no!" she cried, but with good-natured horror. "If he has to die, let it be clean and painless!"

"That jerk, he deserved it. He texted during movies."

MJ linked her arm around Peter's, making him adjust his stance to keep working the control pad. "That really is a great TV. And I'm assuming the TV is _all _you're keeping from your little… Ocktoberfest."

"Oh, yeah. Breaking a lot of appointments. Last few weeks, I've had more hookers knocking on my door than Jehovah's Witnesses. Keep telling them that I've started following the Kabbalah and I can't pay for sex anymore. I think I've disrupted the economy of New York's Asian-American community."

"Kabbalah," Mary Jane muttered. "And no… surprises?"

"Nah, Reed Richards gave me the all-clear. For all his sins, Ock was a big believer in safe sex. I still have a closet half-full of condoms."

"Good to know."

In a few minutes of speed-run, skipping the dialogue with half a dozen townspeople, Peter was getting the magic arrows from the Qquo'ran Priestess. She was wearing one of those outfits that made Peter ashamed to be a gamer (when a woman was in the room).

Mary Jane broke the tension. "I think I saw Emma Frost in that the other day…"

"So you're not wearing that for Halloween?" Peter asked, looking to MJ as he skipped through the conversation. Unfortunately, he'd just hit a dialogue tree, and the response he selected was Smooth. Too smooth. Tony Stark smooth. The priestess took off her clothes, which only took a half-second.

"So, uh," Peter said with a suddenly dry mouth. "That was an accident."

"Maybe," Mary Jane said , his almost-wife, the almost-mother of his children, a million almosts and a thousand realities, "they have the right idea."

She kissed him. And the awkwardness, the haze of wrongness, the discomfort he'd felt in his own skin—all the _shit _that had been piled up in his life since he got it back—it was all gone. This was real. This was right. He'd still been mostly dead, but she brought him back, defibrillators to the heart, a shot of adrenaline, transfusions, transplants, all that and more.

That's why it was a temptation.

"Was that weird for you?" Mary Jane asked when it was over, her head tilted against his like she was iron drawn to a magnet. "It wasn't weird for me." She giggled. "God, that felt so… normal. Not bad, indie-film normal. Good-normal. Happy-normal."

"I can't," Peter said quickly. "_We _can't."

"Peter, I'm being serious. This isn't a party. It isn't a one-night stand. It's what I want. I love you."

He just shook his head. "_How?"_

"Pete, you ever feel like the Fates or God, whoever's writing our story—they need an editor, because this shit is demanding a rewrite? And when you forget what you were going to say, it's the author backspacing? No, never mind, forget that. I don't think we ever should have broken up. I want to get back together."

His head just shook and shook, like clockwork. "It's not that I don't care about you, it's not that there's something _wrong_—I'm just not good for you. For God's sake, MJ, look at the boxes." He rapped his knuckles on a nearby hunk of cardboard. "I had Doctor Octopus in my head for _months. _Imagine if you'd been living with me. If you'd found out. He could've done anything to you…"

"Or I could have gone to our friends and gotten you help that much sooner. You can't do this alone, Peter. You know that. You have teammates, you have friends—why is your heart any different?"

"Because I can't lose you. Not like I lost Gwen."

Mary Jane worked in pictures. She could tolerate bullshit. But only so much. "Oh, but you can lose Carlie Cooper? Actually, that'd be okay…"

"I'm serious, MJ. I won't let you into my life when my responsibilities are so dangerous, any more than I'd let you get behind the wheel of a car when you'd had too many drinks."

MJ stood. On the TV, the love scene continued. Her body blocked it from Peter's view. "Oh, so you're sober and I'm intoxicated? Is that how this relationship—our friendship—works? You know best and I just do as you say, everything's peachy?"

"It's not like that… you don't know the risks like I do…"

"Don't know the risks? Go back five years, find me every night you went out there, and tell _your fiancé _that she doesn't know the risks. Because that was all I could think about. Whether you were getting killed by a Spider-Slayer or the Scorpion or Venom or just some lucky goddamn asshole with a gun." She scooped up her coat from the back of the couch. "I can't talk to you when you think you're being noble. I'd almost prefer you with Carlie to thinking you're the only person in the world who—forget it."

She stormed out. On the TV, the minigame was over. Peter hadn't responded to any of the button prompts. The lovemaking was a pitiful failure.

_Face it, tiger, you just got two bars and a lemon._

* * *

Maybe it was immature. Maybe it was trashy, even. But Mary Jane's prescription for jerk boyfriends, no matter what their vintage, was to hit a club, take more shots than a firing range, and masturbate to an early Christian Bale movie.

_Fists _was technically a nightclub for bisexuals, but eh, MJ had done enough photoshoots _writhing _with Brooklyn Decker that she thought she should get credit. The inside of the place was as misty as Silent Hill, but with more laser lights, rap rock, and surely, even in Hell the drinks didn't cost _this much_. She ordered her special from the cutest barkeep—one part bourbon, one part triple sec, and one part Jägermeister. The Redhead, with an exotically herbal aftertaste from the Jäger that was all Watson.

"That looks good," Felicia Hardy herself said, coming out of the haze of various smoke. Mary Jane just stared at her as she leaned against the bar, enchanting the bartender with a look. "I'll have the same."

"It's an acquired taste," Mary Jane warned.

"I was talking about your ass. This," she gestured to the bartender's mixing, "looks like shit. But, sisterly solidarity."

MJ looked Felicia over. Whatever restraint she'd practiced in the past had fallen prey to the Y2K virus. Her Maple Leafs T-shirt was tight with a V-neck that had seen a scissor, her leopard-print skirt was short, and her breasts seemed to have gotten larger. Or maybe Mary Jane was just better at noticing them since her time with Brooklyn.

Felicia took her drink, toasted MJ (or possibly her rack, it was hard to tell), and sent it down the hatch. She blew appreciative air out of her black-lacquered lips. "I take it back. You're a woman of good taste."

"Still talking about my ass?"

"God, no. Cats are tidy creatures. But if you were to turn around just…" With her foot, Felicia shifted the stool MJ was sitting on. "One-hundred-and-eighty degrees…"

"Not that drunk, Hardy."

"I'll start us a tab, then." As Felicia conveyed that in barhopper sign language, she eyed MJ in turn. Saw her hand on her drink. Bored into her ring finger. "Oh, I see. My favorite redhead has a case of the Peter Parker blues."

"I'm your favorite redhead?" Mary Jane said with a hand on her heart, mock-touched.

"Jean Gray died. Come on, girlfriend. I'm not the only one who noticed his Facebook status reads Single, and neither of us wants him on _Carlie Cooper's _arm." Felicia gave a disgusted shudder.

"She's not that bad."

"She once tweeted that she didn't see why the Holocaust was a 'huge deal'."

"Okay, she's awful."

"Now you—" Felicia leaned forward, her slit neckline cutting down to her black bra and its infamous prisoners. "You, I would not mind seeing Peter with. You're awesome. Smart, funny, nice ass, good head on your shoulders… you're even a halfway decent actress."

"_Thanks."_

"We're like two kung-fu guys. It's an honor to lose to you, sister. But this Carlie Cooper slash Peter-being-alone-with-his-pain shit, that's like the guy who brings a gun to a wire-fu fight. No honor."

Mary Jane raised her glass. "Preach. And honestly, that whole thing with Carlie 'belongs' with Peter because they're both smart—that's, like, racist."

"I know you didn't mean to say that, but I know exactly what you mean. Hotass bartender guy, we need more drinks! Make it a Peter Parker this time."

"Peter Parker?" MJ asked.

"Two parts Campari, one part vermouth Cinzano rosso, and one part pinot Chardonnay Cinzano. Build it in a double rocks glass with ice, garnish with a slice of lime. Discovered it when I messed up a Negroni. Looks sweet and fruity, tastes bitter as fuck."

"Now you're being mean."

"Is it mean when it's my favorite drink?" The order arrived. Felicia slid it over to MJ. "Try it."

Mary Jane hit it. Not a drink she'd want named after _her, _but very… arachnid. A little heroic, even. "I take it I'm not the only one with the Peter Parker blues?"

"Oh, no, sweetie. The man has left a trail of broken hearts behind him. You should try being Chameleon's sob sister."

"Chameleon?"

"One-way thing. Let me ask you this, red." Felicia laid a hand on Mary Jane's knee—the touch bold and understated at the same time. The message clear: Felicia was willing to seduce her. Only MJ didn't know if she was willing to be seduced.

It would be fun to go home with someone, but this close to the thing (the nebulous, sinister _thing_) with Peter, it would feel like cheating. But did that count if it was another woman? Not being a lesbian, how far would it even go? Some kissing, some foreplay, big spoon-little spoon? MJ could use some of that. Just being _touched…_

Felicia went on, watching the thoughts roll around Mary Jane's face like a tennis ball at a match. "Have you read The Phoenix Principle by Emma Frost?"

"Can't say that I have," MJ replied, leaving Felicia's hand right where it was.

"It's a magnificent treatise. The idea is that there's only one real philosophy in life. Only one way to be happy. Figure out what you want and go for it head-on. And I want Peter Parker. I want other people, sure, but them, I just want to fuck. Peter… I want all of him." Mary Jane laughed, her Redhead working its magic. "I'm serious. I want to have his children and read books with him by the fire and join the Avengers with him. It's an important realization."

"You're in love with Peter. That's your big, uh, revelation?"

"I didn't believe in love until two weeks ago. Then I realized, hey, maybe it's not bullshit that I feel happy when I'm with this guy, sad when I'm away from him, happy when I'm _thinking about him._" Felicia threw her hands up, nearly spilling her Peter Parker. "What the fuck are you gonna do?" She sucked on her straw.

"So you're in love with Peter—" Mary Jane said, a little distant.

"Yes. And he's single; also not possessed by a fat Germanic scientist anymore. I work out a little, squeeze into the old costume, foil a few muggings while I look for him. Boom. I find him on a rooftop. He has his back to me. His _ass _looks—you know how his ass looks."

"I nearly married that ass," MJ said between drinks.

"He's just standing there, staring at a bridge—"

"Oh no…"

"I go up to him, hit him with some bon mots—I have my zipper down to my belly button—I'm practically letting him be my ob/gyn."

"Oh _no…_"

"What? Have you been spoiled for this story?" Felicia jolted forward, her hand sliding up MJ's leg. "_Did he tell you about this?"_

"It's… the bridge. It's where this old girlfriend of his died."

"Oh. Oh shit. I couldn't have known…"

MJ waved her off. "It's not your fault. It was years—_years—_ago. She wasn't even that good a girlfriend. Cheated on him." Mary Jane leaned in conspiratorially. "Got pregnant. Wanted him to raise it. Whole thing."

"Jee-_zus._"

"My thoughts. But he's… honestly, he's obsessed with her. He has dated her clone, her cousin, her _daughter…"_

"No!"

"Rapid aging. And… honestly, Carlie Cooper looks just like her. It's a Clark Kent/Superman sorta thing."

"God." Felicia reared back, though her hand stayed in Mary Jane's lap. "That's creeping me out now."

"You know what I call it? Gwen Stacy Syndrome. He just absolutely cannot let go of the past. We've all lost people—we live in New York, right?"

Felicia nodded. "So many supervillains you'd think it's a tourist attraction."

"But he just cannot let go. He'd probably make a deal with the Devil to get her back."

"Okay, that's bullshit. You are—please don't repeat this—you are the perfect woman, MJ. Any guy would be lucky to have you. They should be bidding on you like sheiks trying to get a new harem girl."

"Thanks. Semi-racist, but flattering."

"If only we could, like—slap some sense into him."

"He's been beaten up by the best. If Firelord's slaps haven't done any good…"

"Yeah, yeah," Felicia commiserated. "Hey, you know what? I'm declaring it Fuck Peter Parker Night. _Fuck that guy _and all his issues. We're young, we're fuckable, and we have a tab started. Let's _dance!"_

Felicia introduced Mary Jane to a great deal of drinks that night. There was the Flash Thompson, the Morbius, the Foreigner, the Puma, the Black Widow, the Wolverine, the Paladin, the Daredevil, and the Spot.

"Are all these named after exes?"

"You handle break-ups your way…"

They used Felicia's smart phone to video-tape each other competing over who was the most over Peter Parker. MJ did a bump and grind with a guy that made him propose marriage. Felicia twerked until a black girl started yelling at her about cultural appropriation. They did body shots, Felicia more than Mary Jane. MJ kissed a guy. Felicia kissed a girl. Finally, they kissed each other.

That was where Mary Jane's memory got _slightly _hazy.

It wasn't The Hangover. She had smoky memories of what happened when they were to Felicia's apartment. The feel of Felicia's soft clothes giving way to softer lace underwear, to even softer skin. The smell of her perfume, surprisingly subtle, only detectable when she was close enough to kiss. Her breathy little moans, uncovered by Mary Jane as she kissed and caressed and _owned _Felicia. The _taste _of her, strong but not vulgar, and otherwise indescribable.

She would've thought sex with the Black Cat would be so pornographic as to be unerotic. All screaming orgasms and sex toys and beaver shots and, God, _squirting, _gross. But it was just… nice. Soft and pleasurable. And here she thought men only liked Felicia because she had breasts with their own gravitational field. No. Oh no. Felicia was downright _fun._

"Holy shit," Felicia said after, sprawled on her fucking _waterbed _in nothing but stockings. Mary Jane could've sworn up a storm, she looked so goddamn good. "I had no idea you were up for _any _of that. I thought this was going to be PG-13; I thought you were _straight. _**That **was not straight. You've been holding out on me, Ms. Watson."

"I swear, first time with another woman. Although I saw Wolverine with this Japanese woman one time? And, uh—that led to some weird dreams."

"Good as me?" Felicia asked, moving to Mary Jane's cheek with a kiss.

"You _are _a dream. I don't think anyone's good as you. You could teach Peter a thing or two about eating a girl out."

"I think I did," Felicia quipped, dashing herself on the shores of Mary Jane's body, slumping across the naked woman like a blanket. MJ let the cat burglar snuggle her head into her cleavage, feeling singularly appreciated. Whatever else Felicia did, she knew how to make a girl feel wanted. "Heh. Bet Peter wishes he were here now. He'd beg us to take him back. Even he's not neurotic enough to prefer punching the Shocker to _this." _Felicia punctuated the statement with a slap to Mary Jane's round ass.

Mary Jane yowled appreciatively and wrestled Felicia a little closer, taking a look around. Felicia's apartment was more spartan than she'd expected—maybe the kind of place a thief would ditch in sixty seconds? No photos, no mementos—just a surprising number of cat posters.

Mary Jane supposed everyone needed a reminder to 'hang in there'.

"I wish he were here," she said, running her hand down Felicia's smooth back. If she was lezzing it up for the night, she was going to get the most of it—and she always had kinda wanted to feel up the Black Cat a little. "Seeing the two of us, he'd _definitely _beg us to let him take off his little footie pajamas. Join the party."

"Mmm, you could have him." Felicia gently butted her head against Mary Jane, MJ's little kitten. "As long as I get to watch."

"Nah. He's all yours—do you know what a relief it would be to me for him to go out on patrol with a partner watching his back?"

"Even knowing there'd be rooftop quickies?"

"Better you than some skank—"

"—I am some skank—"

"Or Carlie Cooper!" they both said at once.

Mary Jane cried with laughter and Felicia kissed her over and over again, until MJ had rolled on top of her and pinned her hands to the headboard. The bed rocked beneath them, drawing their bodies together before separating them, the slight friction deliciously warm.

"Oooh… getting aggressive," Felicia moaned, rocking her hips up and sending another wave through the waterbed. "I knew you had to have a little _bite _to get that ring around your finger."

"Shh…" Mary Jane dropped a quick kiss onto her lips. "You know, that's not the worst idea you've ever had."

"What is the worst idea I've ever had?"

"Pretty much every costume you've ever worn except the classic one."

"Yeah… why do I keep thinking things are the new black? Black is the new black, same as the old black. But I'm a restless kitty. Keep trying to improve on perfection."

"I'm sure your plastic surgeon's grateful."

"I've _never_—"

MJ silenced her with another kiss. If she'd known how effective it was, she would've been heteroflexible years ago. "Keep shutting up. What if us two had a little superhero team-up of our own? One of us, he might be able to resist… but the two of us? You said it yourself. Even he's not that neurotic."

"You're talking about a threesome," Felicia replied, superhero enough to need to state the obvious every five seconds. MJ gave a nod. "And then… we share him?" Another nod. "So, a ménage a trois. We're just going to share him. Like that show, Three's Company."

"That wasn't actually the plot of—"

"How's it going to work?" Felicia asked. "You get him on days that begin with T, I get him on days that begin with S?"

"You wanna talk post-threesome _logistics?"_

"I don't want to get shut out. I don't want to spend a few weeks falling in love with you two, just for you to decide I'm a third wheel, like that summer I spent with Cable and Deadpool."

Mary Jane gave her a reassuring kiss, collapsing next to her on the pillow. For a moment, she was reminded of sleepovers back in high school. "You know us. We'd never do that. Even if I never fall in _lurve _with you, let's face it: I'm a slut. I would love to be your friend with benefits. And Peter, he's never liked having to choose between us. Break one of our hearts? No way. You know he's going to fight for us."

"So, you and me, that can be as casual or as serious as we want—"

"I'm never going to complain if you don't get me something for Valentine's."

"But with Peter—"

"Well… you never have been much for the domestic scene." Mary Jane put her arms around Felicia's ribs and pulled her close. She'd had stuffed animals that were less fun to cuddle. "And I can't exactly foil a bank robbery. So… You get the spider, I get the man. If you want to spend an afternoon lazing around the house with us, making pasta and watching TV, that's fine. And if you just want to swing off buildings, race headlong into insane danger, and make double entendres, that's fine too. No commitment. No judging. The three of us just do whatever we can to take care of each other." Mary Jane laughed. "You're an ex-con with a taste for kinky sex, he's a guilt-ridden vigilante, and I'm an _actress. _Clearly we need all the help we can get."

Felicia flashed a smile. "Okay then. Let's do it."

"Tonight?"

"Yeah. He should be coming home from patrol soon. When he does, we make him an offer he can't refuse."

It'd been a long time since Mary Jane had smiled so wide. "I'll get my coat."

Felicia grabbed her before she could get out of bed. "Uh-uh-uh. I said he'd be back 'soon'. For now, I've got you all to myself. And I plan on enjoying myself."

"You're insatiable!" MJ giggled, willingly allowing Felicia to flip her over and embrace her from behind.

"Might as well be. I'm about to have two sexy bitches tending to my _needs_."


	2. Chapter 2

Early that morning, Peter came home from the most boring patrol he'd had in weeks. No supervillains, no team-ups, just pushers and muggers. He'd almost webbed up a pimp at one point. In fact, the night had been so quiet that he felt like swinging around the city all over again, just to find some action, but no. Dull nights like this, his time was best spent getting some sleep, sticking to some distant cousin of a normal circadian rhythm.

He came in through the window, took a deep breath without his mask on—and a spurt of web-fluid caught his left hand to the wall. _Thwip! _Another trapped his right hand, spread-eagling him upright. Now how the frick frack had his attacker managed to avoid ringing his spider-sense? Webbing, no spider-sense… Venom? Great. Just what he needed, an hour of misused personal pronouns.

"Hey Pete. I told my new bestie where you keep your spare webshooters." Mary Jane stepped out of the shadows, wearing the top of his spare spider-suit. Peter wasn't big, but he was tall—on MJ, the top fell down to her bare thighs, but the fabric was still pulled taut over her impressive bust. It merited a few _huminas _that Peter was too confused to say. _Please don't let MJ be possessed by anything sexy, God, I don't think I have that kind of self-control. She's a redhead already, y'know._

"And I've always been good at making white fluid shoot out," Black Cat added, following MJ into the light as she took off a webshooter, pulling it free of some stuck hairs from her arm's fur lining.

"So much for subtlety," MJ quipped, as she shut the windows and pulled the blinds.

"Cat… MJ… mind telling me what this is all about?" Peter tested his bonds. He was way too good at making webbing. He wasn't getting loose without ripping out his own wall. "Did I forget your birthdays?"

"No, Spider, we want to make a deal." Felicia leaned over him, stopping just short of laying her breasts onto his chest. Peter tried not to breathe too deep. "A proposal, you might say. For all three of us. Red takes care of you while you're Peter. I take care of you while you're in that skintight outfit. And at night, you take care of both of us."

"Whoa, wait, hold on, did you get high and watch _Wild Things_?"

"Yes, but that was last week."

Mary Jane didn't give Peter the virtual lapdance that Felicia was, leaning aloofly against the wall by his hand, but she did stroke his captured palm with her fingers. "We've talked about it, Peter. We're just not happy being apart from you. And sure, it's unconventional..."

"It is?" Felicia asked. "Just three people?"

"Yes," MJ told her, "it is."

"But with two of them women?"

"I don't think it's been on a Ryan Murphy show, so—semi-weird."

Felicia sighed heavily. "Parker, you've been in the Avengers, the Fantastic Four, the New Warriors—"

"Hey, that was my clone!"

"Point is, this little team-up of ours would have you, scientist superhero comedian with a big dick; MJ Watson, actress/supermodel, and _moi. _Maxim's Hot 100 number forty-five. Top fifty! That's a pretty good ensemble, and you've been teammates with _the Sentry_. You really gonna turn up your nose at us?"

"That's not at all anything I've said! And did you need to tie me up for this conversation? If it were me and Black Fox tying you up and demanding nudity, Benson and Stabler would be involved."

"Well, yeah," Felicia said. "He's wrinkly. Otherwise, my safe word's Doop."

Mary Jane gave Felicia a sideways shove. "We aren't bad-touching you, Peter. We're just giving you a little demonstration."

"Of what you'll miss out on if you keep acting like Batman. C'mere, red." Felicia thrust out her chest. "If you would be so kind…"

Invited in, Mary Jane stepped up to Felicia to pull down her costume's zipper from chest level. But their closeness was blood in the water. She was drawn into a long kiss, her hands simply squeezing Felicia's breasts inside their leather prison. Their kiss surprised Peter; not just the fact that it was _happening, _but how sedate it was compared to the usual wild frenzy Felicia pounced on him with.

With MJ, Felicia was slow, almost tentative, rushing nothing. It wasn't a continuous kiss, but a series of mingled breaths interchanging with meeting lips. Their hands did reconnaissance on each other's bodies, testing the feel of them through the raised webbing of MJ's spider-top and the cool leather of Felicia's costume.

Gently, Felicia took hold of Mary Jane's wrists and ushered them downward. Her fingers tapering off the slopes of Felicia's cleavage, MJ took hold of the zipper once more and pulled it down Felicia's body like an artist using a brush on a canvas, painting a gorgeous picture.

Felicia arched her back, moaning as the air tasted her skin, as if being exposed to the gazes of her two would-be lovers brought her physical pleasure. Peter watched closely, even if he was kicking himself for it internally. He'd seen her naked a hundred times; she'd never been shy, even changing in front of him when they weren't romantically involved (he kicked himself then too). But as always, she was even better than he remembered.

Skin milky-white under the cascade of silvery hair, breasts even larger than Mary Jane… and God, how could he be expected to choose between them when she was just as beautiful? Where Felicia was brashly sexual, Mary Jane evoked a classical beauty, her make-up more natural, her hair carefully braided where Felicia's was wild. And they were making out right in front of him.

Peter stared, mouth actually hanging open, as Mary Jane buried her face in the generous cleavage she'd uncovered. The stiffness in his crotch became _painful _as Felicia moaned happily. "Keep going!" Felicia gasped. "Don't stop!"

Though MJ fumbled blindly for the zipper, unwilling to take her lips from Felicia's amazing tits for even a single second, she eventually found it and brusquely yanked it down. Then she was as surprised as Peter to find a goodly-sized black cock popping out of the tight confines of Felicia's suit.

"That's new," he said dumbly.

"Like it? It's for MJ. She just had her heart set on cock tonight…"

Mary Jane stared gape-mouthed at the phallus, belatedly seeing the black straps that attached it to Felicia's hips. "Felicia, you're a doll, but I'm not sure all _that _will fit!"

"Sure it will!" Felicia pulled a vial of lube from a pocket in her bra—Peter had wondered where loot she put down her cleavage went. Then she simply upended the vial over her strap-on, dousing it from base to head until it was _dripping._ "If you can take Peter, you can take this."

"I'd much rather take Peter, to be honest." Mary Jane looked over at Peter, her eyes beguiling as a siren's. "How about it, tiger? You gonna save me from her fitting all that dick inside me?"

"Well, uh, we could certainly—you know what, why don't we sleep on this, then get together for lunch, just to make sure no one's acting under the influence of a symbiote?"

Felicia tried to summon up laser beams to shoot from her eyes at Peter, failed, and turned to Mary Jane. "Up against the wall. Right next to him. I want him to have the best seat in town of the orgasm he could've given you."

Mary Jane obediently flattened her toned ass against the wall, drawing her top up to her belly button. From right next to her, all Peter could see was the side of her hips. And Felicia's open catsuit was still holding close enough together to hide the shockingly dark nipples Peter knew to cap her breasts. A tease. It was all a tease.

Felicia stood before Mary Jane, rubbing her lubricant into the strap-on like a man's frantic masturbation. The grin she directed at Peter showed the thought had occurred to her. Mary Jane was just staring at the mass jutting out from Felicia's crotch.

"I can't believe how big it is," she said breathlessly. "I can't even _think _about how it's going to stretch my cunt. Sure you won't save me from having that monster cock inside me, Peter? Be my superhero again?"

"I, uh, err…"

"He had his chance," Felicia said pitilessly. "Now it's my turn."

Mary Jane jerked her thigh up as Felicia approached, blocking from Peter's view what was happening between her open legs. And it was suddenly very important that Peter see what happen. As important as whatever it was that went with great power. But though he could grow six arms, but he had never had x-ray vision.

Though he couldn't make out the details, Mary Jane certainly seemed to enjoy what was quite obviously happening. She threw her head back against the wall. Already her breath was coming hard and fast. Peter could see that despite the preparation, it hurt; and he almost ripped himself free to help her. But pain immediately turned to pleasure, Mary Jane throwing her hips forward to gain more inches of Felicia's dildo.

The contact made, they embraced. Mary Jane's hands grasped Felicia's powerful hips and Felicia's arms, bound around MJ's back, obscured the meeting of their breasts. They were fucking right beside him and Peter could see almost none of it, everything forbidden lost between their united bodies.

With each surging thrust, he could only imagine Felicia's pale crop of pubic hair mingling with MJ's tuft of red fire. And he couldn't _stop _imagining: Felicia's heavy tits swinging forward, trying to engulf Mary Jane. The huge dildo entering Mary Jane as if to erase every trace of Peter's past visits. Their bellies writhing together with the motion they each sought to control.

What he could see was the fierce pleasure on Mary Jane's face; uninhibited, like she'd once been with him. And the even greater _ecstasy _written on Felicia's face and body: both the physical enjoyment of the base of the dildo grinding at her pussy, and the mental satisfaction she took in bringing Mary Jane all her delight.

Inevitably, Mary Jane's face turned upward, totally ignoring Peter to merely absorb the frenzied pleasure inside her. Her hands dug into Felicia's voluptuous ass, pulling her, and more importantly her cock, ever closer to her own needing body. "God, I love it. I love it! You said it would be good, Felicia, but I had no idea—no idea—no idea…" With an orgasmic wail, she overcame her stutter. "_No idea it'd be this good!"_

"Oh, are you coming?" Felicia said through her low-key gasping and panting, her competitive nature still present and accounted for.

MJ laughed madly. "Yes! And you are too, you crazy bitch!"

Felicia drank in the look of almost-religious ecstasy on Mary Jane's look until she'd had her fill and erased it with a passionate kiss to MJ's parted lips. "Hell yeah I'm coming! I'm… _fucking… _coming!"

Both faces turned upward, eyes closed, mouths open, they received the reward for their adventurousness. They screamed in harmony and it was more than Peter could bear. He jerked his hips like he could fuck the air, trying to get some relief for his desperately hard cock, rubbing it against the taut fabric over his groin. He was so ready that the tawdry stimulation almost worked, but it actually made his manhood too hard. With a loud _rippp, _it tore through the crotch of his costume, his cock straining proudly into the room.

And he had just fixed the tears the Lizard put in that stupid suit.

A shock of cold air pushed his orgasm down, leaving him with a rock-hard, purple-headed erection that didn't seem like it would go anywhere anytime soon. He wiggled and squirmed, but all he accomplished was to send dribbles of precum running down the underside of his shaft.

And all the while, Mary Jane and Felicia kissed tenderly, thanking each other for the pleasure they had shared. "So tell me, red, did you hit the jackpot?"

"I think we both hit the jackpot together."

Felicia laughed showily. "Fuck yes we did. But while you may be satisfied with a toy… I want the real thing!"

She reached for Peter's cock and Mary Jane slapped her hand away, just as Peter was arching his hips toward her. His penis throbbed, seeming like a wild animal attached to his loins, desperate to break free and be welcomed into one of these lovely, willing women.

Mary Jane pulled down her top. Felicia straightened her unzipped catsuit, letting only a thin sliver of skin appear between the open leather. They stood before him, even sexier with their hair mussed, their skin flushed, and their heat up.

"Like I said, hon." Mary Jane leaned on Felicia. "We wouldn't _dream _of touching you without your consent. But if it was alright by you—"

"We'd touch you," Felicia finished for MJ, a phenomenon that was becoming uncomfortably common. "We'd touch you _a lot."_

"Even if I wasn't sure about us?"

"Call it a trial run," Felicia said. "We fuck your brains out, and if you can say no to us after that—well, I don't know about Watson, but I'm becoming a fucking nun."

"Let me think about it," Peter replied, garnering an indignant gasp from Felicia and an amused smirk from Mary Jane. The redhead always had gotten his sense of humor. "Yes. You have my permission to touch me."

"Well, now that we have your _permission_…" Felicia reached out, with one white-gloved finger, and gave Peter's cockhead the tiniest prod. "Boop."

"Been wanting to do that?" MJ asked.

"Yeah. I don't know what it is; he has a huge penis, I just find it cute somehow. Call me racist, but if it were a black guy's…"

"You're a racist," Mary Jane interrupted. "So, shall we go another round without him, or have mercy on the big lug?"

"I vote mercy."

"So do I!" Peter added.

Felicia ignored him. "I feel like if he sees us Baywatch for one more second, he's gonna blow without us, and that would be a waste of all the perfectly good cum he has saved up." That struck Felicia as a good time to lovingly caress Mary Jane's cheek. "All for us! And while I am kinky enough to lick a little cum off the floor, a carpet is asking way too much."

"I was wondering why your apartment has tile everywhere."

"Ladies, please!" Peter called. "You're going to feel really silly if Galactus shows up to eat us and I have to fight the Silver Surfer with _this thing _hanging out."

"Probably solve your popularity problem, though," Felicia quipped.

Mary Jane sprang to his defense. "He's right. Let's be gracious in victory."

"You just want first dibs."

"I have first dibs. It was my idea. And as if you have something against sloppy seconds."

"Touché. Alright, red. Let me see you clean that cock for me."

"In a moment," Mary Jane said, her attention now entirely on Peter.

He was almost shocked by the intensity of her gaze. She looked at him like he was the only person in the world. Then she moved like a snake striking, her beauty filling his vision, his world become the blood-red lips that met his.

It felt better than normal, better than real. It was heaven. Her hands flowed over his chest, down to grip his tight ass, and the moment shifted from romantic to sexual with an answering throb in his groin. Her lips dragged away from his as she got on her knees, eye level with his cock.

"I do not remember this being that big," she admitted, running her eyes down its length. "Peter, you didn't turn into a giant spider and give birth to yourself again, did you? This is definitely bigger."

"Nope," Felicia called, resting her head lovingly on Peter's shoulder, like they were slow-dancing. "Ten inches. Same as ever."

"It's at least a half-inch bigger."

"Who do you think knows more about cock, me or you? I could perform a bris, that's how much I know about cock."

"Well, you said it, not me." Mary Jane watched, wide-eyed, as a bullet of precum emerged from Peter's slit and dripped to the floor. "Holy shit, I feel like I'm watching a foreign film."

"Suck it, ho!" Felicia called, giving Mary Jane a little kick.

"Not to be misogynistic, but…" Peter shivered, Felicia's gloved finger pressing into his costume to circle his left nipple. "Yes. Please. Ho."

Mary Jane put her hands on Peter's muscular thighs, massaging them, his cock shifting up a few degrees in response. "I'd hate to steal attention away from you, Party Hardy. Give our conquering hero a kiss. I wanna see what his penis does while he's slipping the tongue to a pussy."

"Mmm." Felicia popped her lips. "Tempting, but that's not what I want him to kiss."

With no more warning than that, she grabbed Peter by his short brown hair and pulled his head down, into the generous breast she lifted with her other hand. The rock-hard nipple topping it was shoved into Peter's open mouth, disappearing from sight as Peter struggled to fit as much of the marshmallow-soft flesh into his mouth as he could.

Felicia hummed a pleasured aria; Peter's stomach muscles tensed; his cock fluttered up until it was a monolith pointed at the sky. Mary Jane's eyes widened, her voice growing astonished in a way that even her acting talent couldn't fake.

"You made it bigger…" she breathed, her fingers now rubbing at the skin at the base of Peter's manhood, as if reluctant to approach it.

Peter looked down with Felicia's erect nipple almost down his throat. His face flushed. Still a good Queens boy at heart, he was actually somewhat embarrassed by the attention—but that just seemed to excite him more.

Felicia reached down, tracing her hand over Peter's spectacular length without actually touching it, instead tangling her fingers in Mary Jane's trademark red mane. She petted MJ's scalp with an air of reassurance. "We wanted this," she said simply.

"Yes," Mary Jane exhaled, bowing her head. She kissed the wiry hairs at the base of Peter's cock; just missing the erogenous zone, but sending a feeling of warmth pulsing up Peter's body. "I love you, Peter. Quite a bit. But I'd be lying if I said I hadn't missed _this _too. No one else can satisfy me, physically or emotionally, the way you can. It took the biggest slut in New York just to try."

"Thanks," Felicia said sincerely, though she still plucked out one of MJ's hairs in punishment. She preferred to be called a slattern.

"Here's how much I love you, Peter Parker," MJ said as she kissed her way up his rod, long sucking kisses that sent him into paroxysms against Felicia's breast. Like a soothing mother, the Black Cat pulled him deeper into her cleavage, now letting him moan to his heart's content in-between her breasts.

Mary Jane took one last look at what might as well have been Peter's namesake before she went down on it. _Come off it, it's not _that _big, _she thought, comparing it to some table legs she had known. With a deep breath, she ovaled her mouth and hungrily dove at the mighty endowment before her. Even Felicia was taken aback at her success. On her first go, six inches sunk into Mary Jane's mouth before she even slowed down.

"I knew I liked her for a reason," she commented as Peter moaned desperately into the sound chamber of her tits.

Mary Jane soon slowed, though, the oversized member too much for her usual techniques. She pushed herself down on the cock until she gagged, enthusiastically sucking at the sizable portion pushing down her throat, but her surprise was too great. She pulled free, leaving a saliva-coated erection in her wake, and gasped for breath as Peter's cock once more shot upward, as if mocking her.

"Definitely bigger-!" MJ wheezed.

"Alright, enough of the amateur sex tape," Felicia taunted, pushing Peter's head back. He emerged from her cleavage with his hair a mess and his expression dazed. "Time for this to become an honest-to-God porno."

Peter once more pulled at his bonds, hoping to hell they'd weakened, as Felicia got down on her knees and engulfed him in her full lips. Mary Jane watched, rubbing at the tight fabric of her top, where her nipples bulged noticeably. "God, Peter… are you getting _bigger_?"

"Don't know," Peter said, dumbstruck by Felicia's attentions, just as pleasurable as Mary Jane's technique but somehow completely different. "Maybe?"

"No wonder you don't want to be in a relationship. That thing could kill someone!"

Felicia's mouth loudly popped off Peter's cock, the cat burglar wiping at the saliva and precum that had spilled down her chin. "Radioactive sperm. That's how I want to go out."

"It's not radioactive!" Peter protested weakly, out of breath just from having to endure Felicia's talents. "I've done tests."

"Tests?" Mary Jane asked.

He shrugged. "Superheroes get bored too."

"Who'd you jerk it to getting the sample, that's what I want to know," Felicia quipped.

"Emma Stone."

They both booed him, Mary Jane slapping his thigh and Felicia flicking his cockhead.

"Hey! Oww! C'mon, it's not like I can—'jerk it' to someone I know."

"You can jerk it to me anytime," Felicia said at the same time Mary Jane said "Why do you think I let you take nudie pictures of me?"

"Ladies, I love talking to both of you, you're wonderful conversations, really. But…" He whimpered as another dollop of precum ran from his cock like lava from a volcano. "As they say, something has come up?"

Mary Jane blew air on his cock. "This threeway relationship is working out already. Open and honest communication."

"I haven't agreed to anything."

"Just stay hard," Felicia said. "Best relationship advice I can give you. Hey, red, watch this."

Mary Jane froze in shock, watching as Felicia (with a smile) ran her cheek up Peter's cock. Her head lulled about like she was listening to music only she could hear, the motion moving his cock over her face until it came to her lips, where she licked him softly. Just like a cat grooming itself. She licked up the drops of precum dotting his phallus, tongued him from the base of his shaft to the tip, left his cock glistening with her slick saliva. Then, and only then, did she part her lips and drop her head down his massive tool.

Slowly, steadily encompassing it. Mary Jane was actually concerned for her as she moaned with each inch, like she was devouring rich chocolate, her throat practically bulging as she took him to the hilt. There she stopped, with a winking look at Mary Jane. Like she'd done it for her instead of him.

"Holy fuck," Mary Jane said softly. "I am actually proud of you."

"You're proud!" Peter cried, pulling at the webbing until the wall groaned.

"Mmph. MMF! MMM!" Felicia said.

"So proud," Mary Jane confirmed, leaning in to suck on her girlfriend's neck.

She slung her arms around Felicia and put all her love and affection into her kisses, slipping the catsuit off Felicia's shoulders so she could feel Felicia from the silken hair at the nape of her neck to the soft, soft skin at the small of her back. Felicia did the same, wrapping one arm around Mary Jane to nest comfortably between her taut buttocks and vining the other around one of Peter's legs as she continued to devote herself with fanatical zeal to the worship of quite possibly her favorite thing about Peter Benjamin Parker.

"Let me help, Cat. We're both on Team Spider now…"

And Felicia charitably retreated from Peter's groin, moaning even louder as it left her throat than she had upon its entrance. Mary Jane was reluctant to give up her efforts on Felicia—licking the shell of Felicia's ear, leaving hickeys on the alabaster skin of her throat—but this wasn't about the two of them. It was about all three.

And as Felicia gave up the many inches of Peter's tool, Mary Jane joined her in her work on Peter's cock, kissing, licking, and sucking the length Felicia abandoned, the two-pronged assault making Peter tense until his suit ripped along his bulging biceps and rock-hard abdominal muscles.

Mary Jane picked at Peter's spare costume, hanging off her statuesque torso. "I think Petey's gonna need this back pretty soon."

"He doesn't get it back till morning," Felicia replied, pulling free of Peter's erection only to lose herself in the equally tantalizing territory of MJ's mouth. Her own lips were wet and strong with taste from the blowjob, something Mary Jane eagerly accepted as they kissed, slippery, juicy, the two embracing under Peter's parted legs, the redhead's golden tan meeting the milky pallor of Felicia's body—the skin of a night owl, a party girl, a thief.

Peter actually breathed a sigh of relief, freed of the maddening pleasure they'd been torturing him with, but he quickly came to miss it when he saw how the two women were embracing, Mary Jane's well-proportioned breasts nearly lost in the great cushions of Felicia's cleavage. He'd met aliens, gods, and time travelers, but in all his life he'd never been more surprised than when women's kiss grew to encompass his cock, sandwiching it between red and black lips, each woman's tongue having to slide part it to enter the others' mouth. It was bliss.

For Mary Jane, she couldn't stop thinking of how much softer Felicia's mouth was than Peter's. Neither was better than the other, but it seemed so right that the passion and aggression Peter could show her were on the opposite end of the spectrum from how gentle and warm Felicia could be. And the amazingly fragrant _taste _of Peter that perfectly undercut their kiss, reminding her always that she had not one lover but two… was it any wonder that she wanted more, wanted to actually blow Peter as she kissed Felicia?

Felicia had the same thought, because neither of them stopped for an instant when his cock came between them. They couldn't even figure who had brought it into their orbit. Surely not Peter…

Then she felt the circulating air of the room's AC unit between her legs as her top was lifted out of the way, followed closely by two of Felicia's magnificently callused fingers. She followed suit without thinking, reaching past the tapering zipper of Felicia's catsuit and down to the tuft of silver hair she'd become so intimately familiar with. She felt electricity in her cunt, too warm to be painful in its intensity, and hoped Felicia was feeling the same. And the kiss was as strong and alive as ever. Alongside Felicia's heated lips, she felt the throb of Peter's flesh, like she was kissing the core of a nuclear power plant.

"Oh sweet Jesus…" Peter breathed. No matter how much he wanted to, he couldn't hold back anymore. He stiffened on the verge of orgasm…

And Felicia stopped cold, pulling herself and Mary Jane off him in a flash, even closing her hand around the base of his cock to lock down his impending climax. He groaned in sudden, abject misery.

"C'mon, Cat!" he whined. "I've kept you out of a prison a dozen times! Can't you let me have this? And MJ, MJ, how many supervillains have I saved you from!?"

"We are proper and genteel ladies!" Felicia cried, as if affronted. Mary Jane kept kissing Felicia's swan-like neck. "We certainly would never have sex outside of a relationship. Not with a man who wasn't our boyfriend…"

"Wha? Come on! I thought you guys were gonna let me think about it!"

Mary Jane pressed a last kiss to Felicia's collarbone before raising her head. "Think all you want. But we're not laying one finger on you until we're dating. Say, how long's it been, Felicia?"

Felicia checked her phone—one more goodie hidden in her bra. "Twenty minutes."

"And how long does Peter's handy-dandy webbing last?"

"Oh, an hour. Unless Doc Ock improved the chemical composition to last longer."

"So Peter can't even jerk off for another half hour?"

"Longer!"

"Mm. Poor guy. Lucky the two of us are officially dating, and can make out all we want while Peter 'thinks'."

"Alright!" Peter cried. "I give, I tap, _you win._ Sorry, Uncle Ben, I can resist millions of dollars in Mafia pay-outs, but this is too fucking much."

"Yay!" MJ cried.

Felicia looked up at him unironically. "Ask us out."

"Huh?"

"We're not dating you, you're dating us." Felicia's words softly crashed against his cock, making him stingingly hard as their saliva cooled on his purpling tip. "So you have to ask us out."

Peter fidgeted, closing his eyes and summoning all his reserves. "Uhhh… Mary Jane, would you like to go clubbing sometime?"

Mary Jane nodded pleasantly. "Yes, Peter, I would like that very much. Now ask Felicia."

"Felica… errghk!... dinner and a show!?"

Felicia tapped her chin. "Wellll…"

Mary Jane gave her a slight spanking. "Go easy on the poor guy, he's neurotic, not a war criminal."

"Alright, Peter, I will let you take me out. Assuming, of course, you'll be a gentleman and pick up the tab?"

"Yes! Of course!"

"Well then. Congratulations on your new boyfriend, Ms. Watson."

Mary Jane shook Felicia's offered hand. "And I hope you're very happy with your new boyfriend, Ms. Hardy."

Peter shook his head. "I got it the wrong way around. _You're _going to be the death of _me._"

Mary Jane and Felicia shared a smile. Fine by them. "Shall we, _Mrs. Parker?"_

"Let's, _Mrs. Parker."_

"Hold on, I certainly didn't commit to bigamy—"

They ignored him, a fact he was soon highly thankful for. Moving in perfect harmony for a couple that'd only gotten together a few hours ago, Felicia repeated her sword-swallowing act from before while Mary Jane lowered himself to his balls, sucking them into her mouth one at a time and letting them pop back out in a series of lavish gulps, smacking her lips almost as loud as Felicia was moaning—a licking, sucking, slurping orgy of sound.

Peter stared unblinkingly at the two women practically worshipping his cock. The sight alone was enough to have him wheezing like he needed an inhaler. His hands had curled into fists so tight that his fingernails drew blood from the heels of his hand, and he once more had to resist the urge to pull his trapped hands free of the wall, instead banging his fists against it with what little slack the slowly-dissolving webbing gave him.

With one last nibbling suck at his testicles, Mary Jane left him for her other lover, necking with Felicia as her hands once more explored her by now familiar body. Peter could already tell Mary Jane wouldn't be tiring of it anytime soon. "I can't wait until I'm sucking his cock… and tasting your cream on it," she whispered in Felicia's ear, just loud enough for Peter to overhear. "I wonder if it'll be better than kissing you and tasting all the cum he's shot down your throat."

She licked the side of Felicia's face as the cat burglar bobbed her head ever faster on Peter's cock. It was too much. All too much. Peter closed his eyes, trying to block out the erotic sight so he could last just a few more seconds, but he could still hear Mary Jane's sultry voice coming his way. "Fuck her mouth, tiger."

Then once more she lowered herself to his testicles, this time taking both between her lips. The gamer in her laughed, thinking back to the gaming session that had started all this—back then, she might've resented being teabagged.

And there, Peter lost all control. His hips rolled like the sea in a hurricane, shoving himself into Felicia's loving mouth. Mary Jane cupped Felicia's skull in her hand to hold her head still for Peter to fuck, unthinkingly holding her as Peter would if his hands were free. Equally automatically, their hands roved up Peter's body, Felicia digging her nails into his chest as Mary Jane sensually rubbed her free hand between Felicia's.

No one could've expected Peter to last any longer. "I can't hold it!" he cried, as if that wasn't exactly what they wanted.

"Mmph mmf mmm mmp!" Mary Jane said.

"What?"

Reluctantly, Mary Jane slurped her way off his testicles. "Don't! Cover us in cum! You're the only who gets to, from now on!" And she dove back down to feel his balls pulse as they emptied, shooting what felt like galloons of cum into Felicia's wanting mouth. With a superhuman effort, he forced his eyes open against the intensity of his orgasm to take in the heavenly sight before him. Felicia swallowed almost everything he gave her, though rivulets of his seed spilled out the side of her mouth. But even she couldn't take all of it, and Felicia pulled back to let Mary Jane have her share, the redhead prostrating herself before Peter, mouth open and chest outthrust.

Felicia watched with pride as Peter came all over MJ's face, covering it in ropes of cum, and as his erection flagged, painting white the red and blue fabric that snugly covered her ample chest. Even then, a small puddle of his ejaculate dribbled from his exhausted cock, landing unnoticed on the floor. Both women had already had more than enough.

"The only one who gets to," Mary Jane repeated, staring up at Peter with loving satisfaction, just as Felicia was.

After a huge swallow, Felicia said "Unless we meet Benedict Cumberbatch."

"Yes, unless that."

Peter shook his head as his cock shriveled to something like normal size; though if either woman had touched it, they would've found it still as stiff as mahogany. "What is it with that guy?"

"How much time do you have?" MJ asked.

"Lots," Felicia answered for him. "He clearly doesn't spend enough time masturbating."

"Sorry if I like beating crime more than beating my—" He instinctively tried to gesture, but found his hands still restrained. "Hey, can you cut me loose already? If I'm your co-boyfriend now or whatever?"

"I don't know," Mary Jane said. "I have always believed in keeping my bfs on a tight leash. Plus, aren't those webs as strong as steel?"

"About as strong as steel, yeah," Felicia agreed. "Besides, you're all tuckered out now, so what would be the point?"

"Can I at least get a chair?"

"We will give you a chair."

Felicia picked up the discarded webshooter, shot a line to a chair across the room, and dragged it over to them while Mary Jane wiped at her face. "This must be what a salad feels like after it gets the ranch dressing."

Felicia knocked over a lamp. "Oops." She pulled the chair into her hands and set it below Peter. "There ya go."

He collapsed gratefully. "Thanks."

"Now then," like she was snitching frosting from a cake, Felicia ran her finger over Mary Jane's cheek and popped it into her mouth, "since Peter is out of commission, how about the two of us pick up where we left off? But not on the floor—my back has enough problems with these double-Ds."

Mary Jane patted Peter's leg, expression sanguine as Felicia licked her cheek. "Hey Peter, mind if we use your bed?"

"Yeah. Sure." He glanced at the flecks of white on Mary Jane's chest as she stood. "Hey, put that in the wash first, will ya? People will talk if I show up to that fight with Galactus looking like I really, really needed an acting gig."

Felicia gave him a playful little kick. "Pig. Don't you know I handle all that for good ol' MJ?" She bent to lick at Mary Jane's breast, cleaning the costume of Peter's semen, just as he'd requested.

"Mmmm. Bed's in the other room."

"Couch is right here. Peter, mind if we use your couch?"

"Be my guest," Peter said distantly.

Felicia shucked off her costume, leaving her in just her boots, her gloves, and the strap-on that Peter had recently dwarfed. "Thanks, Spider. And try to pay attention. This is how MJ _likes _being fucked."

Peter looked on as the two tumbled onto his couch. Every so often the ladies cast looks his way as they kissed and felt each other.

He wondered if his landlord would mind two—_tiny—_holes in the wall…


End file.
